Common use of Scheduled and Interim Redetermination Procedure Clause in Contracts

Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Global Administrative Agent of (A) the U.S. Reserve Report, the Canadian Reserve Report and the certificate required to be delivered by the Parent to the Global Administrative Agent, in the case of a Scheduled Redetermination, pursuant to Section 8.11(a) and (c), and, in the case of an Interim Redetermination, pursuant to Section 8.11(b) and (c), and (B) such other reports, data and supplemental information including, without limitation, the information provided pursuant to Section 8.11(c) as may, from time to time, be reasonably requested by the Required Lenders (the Reserve Reports, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), the Global Administrative Agent shall evaluate the information contained in the Engineering Reports and shall propose a new Global Borrowing Base and a new U.S. Borrowing Base (the “Proposed Global Borrowing Base” and the “Proposed U.S. Borrowing Base”, respectively) based upon such information and such other information that is deemed appropriate by the Global Administrative Agent in its sole discretion in good faith and consistent with its normal oil and gas lending criteria as it exists at the particular time (including, without limitation, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other Debt, the Parent’s and its Restricted Subsidiaries’ other assets, liabilities, fixed charges, cash flow, business, properties, prospects, management and ownership, hedged and unhedged exposure to price, price and production scenarios, interest rate and operating cost changes). In no event shall the Proposed Global Borrowing Base exceed the Combined Aggregate Maximum Credit Amounts or the Proposed U.S. Borrowing Base exceed the U.S. Aggregate Maximum Credit Amounts.

Appears in 2 contracts

Samples: Guaranty Agreement (Quicksilver Resources Inc), Credit Agreement (Quicksilver Resources Inc)

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Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Global Administrative Agent of (A) the U.S. Reserve Report, the Canadian Reserve Report and the certificate required to be delivered by the Parent Borrower to the Global Administrative Agent, in the case of a Scheduled Redetermination, pursuant to Section 8.11(a) and (c), and, in the case of an Interim Redetermination, pursuant to Section 8.11(b) and (c), and (B) such other reports, data and supplemental information including, without limitation, the information provided pursuant to Section 8.11(c) as may, from time to time, be reasonably requested by the Required Lenders (the Reserve Reports, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), the Global Administrative Agent shall evaluate the information contained in the Engineering Reports and shall propose a new Global Borrowing Base and a new U.S. Borrowing Base (the “Proposed Global Borrowing Base” and the “Proposed U.S. Borrowing Base”, respectively) based upon such information and such other information that is deemed appropriate by the Global Administrative Agent in its sole discretion in good faith and consistent with its normal oil and gas lending criteria as it exists at the particular time (including, without limitation, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other Debt, the ParentBorrower’s and its Restricted Subsidiaries’ other assets, liabilities, fixed charges, cash flow, business, properties, prospects, management and ownership, hedged and unhedged exposure to price, price and production scenarios, interest rate and operating cost changes). In no event shall the Proposed Global Borrowing Base exceed the Combined Aggregate Maximum Credit Amounts or the Proposed U.S. Borrowing Base exceed the U.S. Aggregate Maximum Credit Amounts.

Appears in 1 contract

Samples: Credit Agreement (Quicksilver Resources Inc)

Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon upon receipt by the Global Administrative Agent of (A) the U.S. Reserve Report, the Canadian Reserve Report and the certificate required to be delivered by the Parent Borrower to the Global Administrative Agent, in the case of a Scheduled Redetermination, pursuant to Section 8.11(a) and (c), and, in the case of an Interim Redetermination, pursuant to Section 8.11(b) and (c), and (B) such other reports, data and supplemental information information, including, without limitation, the information provided pursuant to Section 8.11(c) ), as may, from time to time, be reasonably requested by the Required Lenders (the Reserve ReportsReport, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), the Global Administrative Agent shall evaluate the information contained in the Engineering Reports and shall shall, in good faith and in its sole discretion, propose a new Global Borrowing Base and a new U.S. Borrowing Base (the “Proposed Global Borrowing Base” and the “Proposed U.S. Borrowing Base”, respectively) based upon such information and such other information that is deemed appropriate by the Global Administrative Agent in its sole discretion in good faith and consistent with its normal oil and gas lending criteria as it exists at the particular time (including, without limitation, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other DebtDebt or MVC Obligations, the Parent’s and its Restricted SubsidiariesCredit Parties’ other assetsassets (including the Midstream Assets), liabilities, fixed charges, cash flow, business, properties, prospects, permit issuances, management and ownership, hedged and unhedged exposure to price, price price, production and production regulatory scenarios, interest rate and operating cost changes) as the Administrative Agent deems appropriate in good faith and in its sole discretion and consistent with its usual and customary oil and gas lending criteria as it exists at the particular time. For the avoidance of doubt, in the case of an Interim Redetermination (other than an Interim Redetermination requested by the Borrower). In no event shall , the Proposed Global Borrowing Base exceed Administrative Agent may utilize the Combined Aggregate Maximum Credit Amounts or Engineering Reports delivered in connection with the Proposed U.S. Borrowing Base exceed last Scheduled Redetermination, provided, however, the U.S. Aggregate Maximum Credit AmountsAdministrative Agent may in its sole discretion request Borrower-generated supplemental Engineering Reports in connection with such Interim Redetermination.

Appears in 1 contract

Samples: Credit Agreement (BKV Corp)

Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Global Administrative Agent of (A) the U.S. Reserve Report, the Canadian Reserve Report and the certificate required to be delivered by the Parent Borrower to the Global Administrative Agent, in the case of a Scheduled Redetermination, pursuant to Section 8.11(a) and (cSection 8.11(c), and, in the case of an Interim Redetermination, pursuant to Section 8.11(b) and (cSection 8.11(c), and (B) such other reports, data and supplemental information information, including, without limitation, the information provided pursuant to Section 8.11(c) ), as may, from time to time, be reasonably requested by the Required Super Majority Lenders (the Reserve ReportsReport, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), and the Global receipt by the Administrative Agent of the applicable Redetermination Compliance Certificate, the Administrative Agent shall evaluate the information contained in the Engineering Reports and such Redetermination Compliance Certificate and shall propose a new Global Borrowing Base and a new U.S. Borrowing Base (the “Proposed Global Borrowing Base” and the “Proposed U.S. Borrowing Base”, respectively) equal to the sum of (A) its good faith determination of a new Working Interest Borrowing Base and Partnership Interest Borrowing Base based upon such information the Engineering Reports and such other information that is deemed appropriate by the Global Administrative Agent in its sole discretion in good faith and consistent with its normal oil and gas lending criteria as it exists at the particular time (including, without limitation, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other Debt, the ParentBorrower’s and its Restricted Subsidiaries’ other assets, liabilities, fixed charges, cash flow, business, properties, prospects, management and ownership, hedged and unhedged exposure to price, price and production scenarios, interest rate and operating cost changes)) as the Administrative Agent deems appropriate in its sole discretion and consistent with its normal oil and gas lending criteria as they exist at the particular time and (B) its calculation of the Well Services Borrowing Base. In no event shall the Proposed Global Borrowing Base exceed the Combined Aggregate Maximum Credit Amounts or the Proposed U.S. Borrowing Base exceed the U.S. Aggregate Maximum Credit AmountsAmount.

Appears in 1 contract

Samples: Credit Agreement (Atlas Resource Partners, L.P.)

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Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Global Administrative Agent of (A) the U.S. Reserve Report, the Canadian Reserve Report and the certificate required to be delivered by the Parent Borrower to the Global Administrative Agent, in the case of a Scheduled Redetermination, pursuant to Section ‎Section 8.11(a) and (c‎(c), and, in the case of an Interim Redetermination, pursuant to Section ‎Section 8.11(b) and (c‎(c), and (B) such other reports, data and supplemental information including, without limitation, the information provided pursuant to Section ‎Section 8.11(c) as may, from time to time, be reasonably requested by the Required Lenders (the Reserve Reports, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), the Global Administrative Agent shall evaluate the information contained in the Engineering Reports and shall propose a new Global Borrowing Base and a new U.S. Borrowing Base (the “Proposed Global Borrowing Base” and the “Proposed U.S. Borrowing Base”, respectively) based upon such information and such other information that is deemed appropriate by the Global Administrative Agent in its sole discretion in good faith and consistent with its normal oil and gas lending criteria as it exists at the particular time (including, without limitation, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other Debt, the ParentBorrower’s and its Restricted Subsidiaries’ other assets, liabilities, fixed charges, cash flow, business, properties, prospects, management and ownership, hedged and unhedged exposure to price, price and production scenarios, interest rate and operating cost changes). In no event shall the Proposed Global Borrowing Base exceed the Combined Aggregate Maximum Credit Amounts or the Proposed U.S. Borrowing Base exceed the U.S. Aggregate Maximum Credit Amounts.

Appears in 1 contract

Samples: Credit Agreement (Quicksilver Resources Inc)

Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Global Administrative Agent of (A) the U.S. Reserve Report, the Canadian Reserve Report and the certificate required to be delivered by the Parent Borrower to the Global Administrative Agent, in the case of a Scheduled Redetermination, pursuant to Section 8.11(a) and (cSection 8.11(c), and, in the case of an Interim Redetermination, pursuant to Section 8.11(b) and (cSection 8.11(c), and (B) such other reports, data and supplemental information information, including, without limitation, the information provided pursuant to Section 8.11(c) ), as may, from time to time, be reasonably requested by the Required Super Majority Lenders (the Reserve ReportsReport, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), and the Global receipt by the Administrative Agent of the applicable Redetermination Compliance Certificate, the Administrative Agent shall evaluate the information contained in the Engineering Reports and such Redetermination Compliance Certificate and shall propose a new Global Borrowing Base and a new U.S. Borrowing Base (the “Proposed Global Borrowing Base” and the “Proposed U.S. Borrowing Base”, respectively) equal to the sum of (A) its good faith determination of a new Working Interest Borrowing Base and Partnership Interest Borrowing Base based upon such information the Engineering Reports and such other information that is deemed appropriate by the Global Administrative Agent in its sole discretion in good faith and consistent with its normal oil and gas lending criteria as it exists at the particular time (including, without limitation, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other Debt, ) as the Parent’s Administrative Agent deems appropriate in its sole discretion and consistent with its Restricted Subsidiaries’ other assets, liabilities, fixed charges, cash flow, business, properties, prospects, management normal oil and ownership, hedged gas lending criteria as they exist at the particular time and unhedged exposure to price, price and production scenarios, interest rate and operating cost changes)(B) its calculation of the Non-Reserve Borrowing Base. In no event shall the Proposed Global Borrowing Base exceed the Combined Aggregate Maximum Credit Amounts or the Proposed U.S. Borrowing Base exceed the U.S. Aggregate Maximum Credit AmountsAmount.

Appears in 1 contract

Samples: Credit Agreement (Atlas Energy, L.P.)

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